Cars 2 - Rewritten Version
by MysteryWriter2187
Summary: Even though Cars 2 is my personal favourite in the series, this rewritten version that I have done ties it in more with the other films, seeing as the third one basically ignored it, and also makes Lightning and Mater co-protagonists in order to focus more on their friendship. This begins straight after Zundapp says "with Finn McMissile gone, who can stop us now?". Please R&R.
1. You Might Think

**_Hooo... okay, here we go... focus! Speed... I... am... speed..._**

 _"Alright, everyone. Sh! Sh! It's starting!"_ Sally said as they all gathered at the TV that was stationed in Flo's Cafe. The murmuring died down as the screen focused on a bird's eye view of Mack's trailer, which was parked in the centre of the interior field of the track.

 ** _One winner. Forty-two losers. I eat losers for breakfast._**

"Did it start yet? Huh? Where's McQueen?" an excited voice suddenly called out. Sally chuckled as they all turned to see Mater quickly driving through the crowd and nearly knocking into Sarge and Sheriff as he finally got to the front. He was wearing several pieces of Rust-eze merchandise, topped with a large gold and red coloured afro wig. "Hi, Mater..."

"Hey, Miss Sally." Mater said as he rolled next to her. "Is McQueen out yet?"

"Ha ha... not yet, sweetheart."

 _Hey, Lightning, you ready?_

 ** _Oh yeah. Lightning's ready._**

"There he is! There's my buddy!" Mater cheered as the camera showed Mack's trailer opening as the shining red car drove out, allowing the flashes of the thousands of cameras to illuminate the lightning bolt on his front. **_Ka-chow!_**

"Show 'em what you got, Stickers!" Sally called to the TV, as Mater blew his horn loudly, shouting **_"yeah! Go, McQueen! Wee-hoo!"_**

As the green flag was swung, Lightning went at full speed through the track, being hotly pursued by the other racers behind him.

 _Well, you might think I'm crazy to hang around with you_

"I wonder if he'll win this one, huh?" Sally said sarcastically as she nudged Mater. Not knowing what she meant, Mater said "come on, Miss Sally. Thinkin' like that's just dumb... course he'll win!"

"Hm... If you say so, Mater... if you say so... ha ha..."

 _You might think I'm foolish_  
 _Or maybe it's untrue_  
 _You might think I'm crazy_  
 _But all I want is you_

McQueen pulled up onto the pit road, where Filmore, Luigi and Guido were waiting for him. "Wonderful, Lightning! _Bellissimo!_ Just _bellissimo!_ Guido, the tyres!"

 _"Pit stop!"_ Guido said as he rapidly circled McQueen, changing all four of his tyres in a matter of seconds. Filmore said "all full, man!" as he pulled back the fuel tanker, as McQueen sped off back into the front of the race.

 _But I think that you're wild_  
 _When you flash that fragile smile_

 _You might think it's foolish_  
 _What you put me through_  
 _You might think I'm crazy_  
 _All I want is you_

* * *

 _ **"Hello, Piston Cup fans. I'm Bob Cutlass. Joined as always by my good friend, Darrell Cartrip. So Darrell, it seems McQueen's only a few laps away from winning his fourth Piston Cup in a row."**_

 _ **"Well, I can see why, Bobby. McQueen's mentor, the late great Hudson Hornet has just been made the cup's new namesake. It probably don't feel right for them Radiator Springs folks to see anyone else winning 'em."**_

 _ **"It seems you may be right, Darrell. Also, be sure to join us after the race for an exclusive look at the upcoming World Grand Prix."**_

* * *

"This is it, fellas. Last lap!" Sarge called out as the crowd around him continued cheering, looking at the screen to see Lightning leading the racers towards the finish line. "Yeah! Come on, McQueen!" Mater shrieked out, more excited than ever before.

 _Well, you might think I'm delirious... the way I run you down_

The crowd all leaned closer to the TV, watching Lightning go around the final corner and head directly towards the finish line. _"Come on, come on, come on. **YES!** "_ Sally said as he went over it and the fireworks went off, prompting Mater to leap up cheering louder than all the other members of the audience put together. **_"WOOOOOO! He won! You won, McQueen! Yeah-hoo!"_**

 _You might think it's foolish_  
 _This chancy rendezvous_  
 _You might think I'm crazy_  
 _All I want is you_

 _Oh, all I want is you_  
 _All I want is you_


	2. Back Home

Lightning smiled at the photographers with his new Piston Cup, showing off a few "Ka-chows!" before returning to Mack with Luigi and Guido. Suddenly, a large voice spoke out as the large screen hanging not far from them started playing. _**"And now, an exclusive new look at the upcoming World Grand Prix!"**_

They looked up to the showing of _The Mel Dorado Show_ , as Lightning sighed, saying "oh, great... you've heard about this, right guys?..."

* * *

 _His story gripped the world. Six months after his victory during the tie-breaker race in '06, disgraced Piston Cup winner Chick Hicks attempted to become the first car to circumnavigate the globe, without using a GPS. And predictably went missing! Presumed dead, he emerged **thirty-six days later!** Running out of fuel, he had distilled himself **from the natural elements!**_

 _Since then, he's put his racing days far behind him, and has devoted his life to finding a renewable, clean biofuel. Now he claims to have done it, with his **Allinol!** And to show the world what his new superfuel can do, he's created a racing competition **like no other!** Inviting the greatest champions from around the globe to battle in the first ever **World Grand Prix!**_

* * *

Lightning scoffed as he saw this, turning to the others and saying "well, it's great to see Chick's not changed a bit... well, come on, guys. Let's go home."

* * *

 ** _AN: This next scene takes place just after the montage of what Mater and McQueen do together when he comes back. Like the Finn McMissile prologue, if I don't show a scene from the movie but there's nothing in the rest of the story that openly contradicts it, then it still happened in this version of events._**

* * *

Mater and Lightning sat in the Radiator Springs Drive-In Theatre, which was playing the fourth _Emission Impossible_ film. As the film reached its finale, Lightning turned to Mater and whispered _"can you imagine what it must have been like filming this?"_

 _"It would have been cool, buddy!"_

 _"Yeah, exactly... pretty dangerous too, though. Cause you know that Tom Cruiser guy's like 50 now, right?"_

 ** _"Really?!"_** Mater suddenly shouted, prompting the other cars in the audience to begin shouting at him to shut up.

* * *

As they began driving out of the Drive-In, Lightning said "I don't know about you, Mater. But I think that's my personal favourite in the series."

"Yeah. Mine too. Though it only started gettin' good since the third one."

"I know, right? I remember when I was a kid, Mater... ha ha. Before I was into racing, that was always my dream job." McQueen said. "Gentleman spy..."

Mater laughed heartily, saying "I think you'd be a great spy, McQueen! Boy, this was the best day ever! And my favourite souvenir? This new dent!"

"Boy, Mater, uh..." McQueen panted out, still in shock from what they had done in the day. "Today was, uh..."

"Shoot, that was nothing. Wait til you see what I got planned for tonight!"

"Mater, Mater... I was kind of thinking of just a quiet dinner."

Mater thought for a moment, before gasping as he said "that's exactly what **I** was thinking too!"

"Uh... no, Mater, I uh... I meant with Sally, Mater."

"Yeah, even better! You, me **and** Miss Sally going out for supper."

McQueen slowly pulled around in front of Mater, stopping reluctantly as he said "uh, no Mater... I meant it would be just me and Sally."

"Oh..." Mater said as he realised what he meant, slightly disappointed. McQueen sighed, before smiling as he said "but hey. It's just for tonight. We'll do whatever you want tomorrow."

"Uh... okay..."

"Great... thanks for understanding, Mater..."

Mater paused, before pulling a big, toothy grin as he said "yeah, sure! Y'all go on and have fun now."

"You got it. See ya soon, amigo!" McQueen said warmly as he drove off. He suddenly turned back, calling out "oh hey, maybe tomorrow, we'll watch some of those old spy movies Sally has in her office?!"

"Oh, you mean the ones she keeps with the brooch and that old family video?!"

"That's the one, Mater!"

"Yeah, sure! See ya later, buddy!"


	3. The New Chick Era

**_AN: The scene at the Wheel Well was more-or-less the same, but with Chick obviously in Axelrod's place. This scene is just after Mater and Lightning talk to Francesco and Mater has gone to see what they're serving that's free._**

* * *

"Ugh... he is so getting beat tomorrow..." Lightning muttered to himself. He glanced around the large party-house, groaning out as he said "alright, Mater. Where'd you go to?..."

"Yo, hey. McQueen! Over here." a familiar voice said. Lightning turned to his right, sighing as he drove over to the green race-car at the bar. "Uh, hey... _Mr Hicks_." he said, a hint of sarcasm in his voice.

"Ah, come on, man. You don't gotta use that crap with me." Chick said, obviously trying his best to sound unnaturally friendly and casually to his former racing rival. He leaned slightly closer to Lightning, as if he didn't want anyone else to hear him, before saying _"see, all these uh... **foreign guys**. Y'know, like your little... little open wheeled Italian friend over there. They're here for business. They know me as the guy who's paying 'em to race with my product."_

Lightning scoffed as he looked at Francesco with Lewis and the other racers. Chick then backed away again as he got a drink from the table, saying "but you and me, McQueen. We're not like that, y'know. Not exactly pals, but we know each other, right?... so maybe just save _Mr Hicks_ for the uh... the camera, McQueen... come on, just call me Chick. Or, hey, if you want, Thunder's good too, I guess... ha ha... y'know, cause the joke's that Thunder always..."

"...Comes after Lightning. I know." McQueen said. "You don't explain my own joke to me, Chick. So uh... what exactly got y'in to this whole... alternative fuel thing? I mean. Ha ha... well, I guess you're already green, but I..."

"Ah- **HA-HA-HA-HA-HA-HA-HAAA!** Oh... **HAHAHAHAHA!** That's hilarious!" Chick suddenly burst into laughter. Lightning detected the tone in his voice to be somewhere between genuine and sarcastic. When he finally stopped laughing, Chick said "oh yeah, and I also can't help but notice that you've got actual headlights now. Or have your rusty rear-end bleach gang started investing in 3D stickers now? _Ha ha ha..._ ha... ha... what, not funny? Because I thought it was a bright idea. Ha ha... ha... better?"

"Eh... about 50/50." McQueen shrugged. Chick then said "well, I guess after that tiebreaker race in '06, well... I wanted to do our country proud, I guess. That's why you're here, obviously."

"What? Me?"

"Yeah, of course. The reason I want you representing the big ol' USA. Because you're the best racer the world's got to offer. _Y'also threw that race for me_ , so... consider this my attempt at burying the Corvette. Oh yeah, and by the way. When you come up on the stage later, use that Thunder line. Or the bright idea one. Bound to get a few laughs from these weirdos, right?"

"I'll uh... I'll keep that in mind, Chick..." Lightning said, still slightly confused. Chick said "yeah, alright. I'm telling you, McQueen. This new Allinol thing. It's the new Chick Era, baby!"

As Chick drove off, Lightning thought to himself as Luigi and Guido drove over. "Lightning. What is um... what is going on?" Luigi asked.

"Well, I dunno, guys. I'm uh... actually kind of torn on whether Chick's changed or lot... or not at all..."


	4. Plan To Meet

A few minutes later, Chick was standing on the main stage, in front of a waterfall. **_"And now... our last competitor, representing the United States of America... Number 95... Lightning McQueen!"_**

The waterfall stopped briefly as Lightning drove onstage to thunderous applause, briefly striking a pose and switching on his new headlights as he said **_"Ka-chow!"_**

He drove to the microphone as the water began running again. **_"Uh... thanks so much for uh... for having me, Mr Hicks..."_**

 _ **"Oh, it was a since, Lightning. Anything for my old racing pal. Funny story actually, ladies and gentlemen. See, back in McQueen's first year in the Piston Cup, he gave me the nickname Thunder. Why'd you call me that, McQueen?"**_

 ** _"Well, you know, because Thunder always comes after Lightning."_** McQueen said, prompting the audience and the other racers, including Francesco, to laugh heartily. _Huh. That had a lot more laughs than I expected_ , Lightning thought to himself as Chick continued.

 ** _"Though I'll admit, McQueen. It's real great to finally see a familiar face around here... or at least a face that doesn't look like every ot..."_** Chick stopped himself quickly as he realised the politically incorrect implications his joke had. ** _"Uh... oh, well... you and your radiation sti... uh... Radiator Springs folks, bring excellence and professionalism to this competi..."_**

 **AAAAAAAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH!**

Mater suddenly drove through the crowd, his tongue flapping in his mouth as he went up onto the stage and began furiously lapping it under the waterfall. **_"Ugh... whatever you do... do NOT EAT... the free pistachio ice cream... IT HAS TURNED!"_**

Noticing the 95 logo emblazoned on Mater's side, Chick looked to McQueen and said _"hey. You wanna get this rust-bucket off the stage, please?"_

 _"Uh... yeah, sure... Mater. **Hey!** What's going on?"_ McQueen said. "Oh, hey McQueen. What's going o... oh, uh... **_sorry everybody, it's just... you know, had a weird reaction, that's all..._** I didn't ruin nothin', did I, McQueen?"

 _"Mater, buddy. Why don't uh... why don't you just go get some more water..."_ McQueen said as he motioned Mater towards the exit of the stage, adding _"you know... water that **doesn't** come from an expensive fountain..."_

"Oh... sure... sorry, Lightning... I uh... I didn't mean to embarrass you or nothin'..." Mater said sadly as he drove off the stage and went to the bathroom. As he drove away, he could still hear Chick on the microphone.

 ** _"Well, there's Lightning McQueen for you, folks. Ha ha. A good friend to the little guys. And the rusty ones, ha ha... so I also can't help but notice that he's finally got actual headlights now too... one could say it's a bright idea!"_**

* * *

Holley waited outside the bathroom, about to enter before Mater threw the door open. "Excuse me, ma'am. Ugh... dad-gum pistachio ice cream..."

"This cannot be him..." she said. Finn responded on the other end. **_"Is he American?"_**

Holley looked to where Mater was, as he muttered to himself. _"Look out, ladies. Mater's fittin' to get funky!"_

"Extremely..." she snarked, prompting Finn to answer **_"then it's him..."_**

"Oh..." Holley looked upwards, muttering "give me strength..." to herself before she slowly drove over to Mater. "Um... Hello."

"Well, heeeeeeello." he said. She sighed, before saying "a Volkswagen Karmann Ghia has no radiator..."

"Well of course it doesn't. That's 'cause it's air-cooled!"

She let out an audible sigh of relief, before saying "perfect. I'm from the Tokyo Station of the..."

"Course, Karmann Ghia's weren't the only ones. Besides the Beetles you had your Type-3 Squarebacks, with the pancake motors..."

"Yeah. Okay, I get it. I just..."

"... And before both of them, there's the Type-2 buses - my buddy Fillmore's one of the..."

 **"Listen!"** Holley suddenly snapped before regaining her composure. "We should find somewhere more private..."

"Uh, gee, lady... don't you think that's a little, uh..."

"Yes, of course, you're right. Impossible to know which areas here are compromised." Holley said as she glanced to her left and right. "So, when can I see you again?"

"Well, let's see. Tomorrow the team'll be out there at the races with..."

Holley suddenly froze, saying "wait wait wait... _**team?!**_ I wasn't informed this was a group operation?"

"Well sure it is... team 95. Me. McQueen. We're all in it."

 _"Wait... Lightning M..."_ she pondered for a moment, before exhaling deeply and saying "ugh. Right. Got it. We'll rendezvous in your pit tomorrow then."

* * *

Holley drove over to Finn, who said "ah, you took a while... did you get it?"

"No. We were nearly compromised. I know that it's a common joke these Americans aren't good at subtlety, but... bloody hell, he was a handful."

"Where do we rendezvous, then?" Finn asked.

 **"HEY! HEY LADY!"** a voice suddenly called. Holley turned to see Mater calling to her and waving on the other side of the party. He was with Lightning and the others, as Finn said "the spy's in Team 95?"

"No, sir... the spies _are_ Team 95..."


	5. Forged Alliance

The next morning, the team were setting up shop in their assigned pit. "Hey, McQueen! Check it out, I'm Mickey Mazda!" Mater laughed out as he tried on the racing headset, prompting the rest of the crew to laugh with him. "Ha ha. Mater, come on. Stop goofing off, okay?" McQueen said, still trying not to break down with laughter. "I gotta go some practice runs."

* * *

"Well, I can see why their agency put them together." Finn said as he watched them from the office that was about a dozen floors above them, observing as Mater timed McQueen's takeoffs. "Honestly, I've never seen partners have this much fun in the field since me and Le... ugh... right..."

"Finn, I just don't understand it." Holley said as she drove up to the window and looked out of it with him. "Why are they working so out in the open?" she looked towards Mater. "Just look at him. Surely they must have seen him at the party. He sticks out like a flat tyre."

"It's his cover." Finn said casually. "I must say I'm impressed. Just look at the detail on that rust. Must have cost him a fortune."

"Ugh. Why haven't they signalled yet?"

"You need to have some patience, Sh..."

"Do **_not_**... talk to me about **_patience_**..." Holley suddenly snapped, a venomous scowl briefly taking the place of her previously sweet demeanour. Finn was visibly unnerved by this, before Holley suddenly blinked and realised what she was doing. "Ahem... sorry about that, I... I just... wait, what's that?!"

They both glanced to the runway, where Mater was waving frantically to Holley. "Uhhhhhhhhhhhhh..." Holley stared wide-eyed as Finn chuckled. "Well. I suppose that would be the signal you wanted, Miss Shiftwell..."

"Oh, you know me so well..."

* * *

 _ **"Hey! Hey, lady! It's me! Mater!"**_

"Mater, who are you waving to?" McQueen said as he finished another run. "My date! Look, there she is!" Mater said as he pointed up to the window, though they both looked wide-eyed when they noticed there was nobody there. Lightning scoffed as he glanced at Mater, before a voice said "I'm actually over here."

"Oh hey, lady!" Mater said as he saw Holley and Finn. "Hey, McQueen, I'd like you to meet, uh... sorry, what was your name again?"

"I don't believe we've been properly introduced." Finn said as they all went inside the pit, the other crew members turning shocked at what they saw. Finn confidently grinned, saying "Finn McMissile. British Intelligence."

"Oh, great. Tow Mater. Uh... average intelligence..."

"And I'm Holley Shiftwell. Intelligence committee. Yada yada yada. Anyway, down to business."

"What kind of business." Lightning said, as Finn answered "oh yes, and hello to you too, Mr McQueen. Honestly, not what I expected for an agent, but I suppose we can't judge a car by it's paint-job."

"Wait, agent?" Lightning said, as Mater said "what, you mean like... _your friendly neighbour, **MATER IS HERE!**_ Oh, wait! You mean secret agents! You guys are spies?!"

"Spies?!" Lightning said with wide eyes, as Holley said "we're just here for the information you took."

"Information?!"

"Yes. We're running out of time and we need to put a stop to whatever Zundapp is planning." Finn said. "Additionally, we may need your help in some undercover work to decipher the evidence."

"Wait, Finn... that might not be such a good idea." Holley said, sounding slightly worried. Lightning said "look, I hate to break it to you guys, but we're n..."

"Can't wait to help you guys save the world!" Mater said as Lightning gasped. Finn said "ah, excellent. We'll just read through the info and plan our investigation."

"Great!" Mater said, Lightning and the others still being frozen with shock. He then turned to Holley, saying "I always wanted to be a spy."

"Oh... right. Me too. Um... Finn. Can I talk to you for a second?" Holley said as she motioned her eyes to the tech room next to her. As Finn and Holley went into it, Lightning turned back to Mater.

"What's wrong, McQueen?"

* * *

"Right, Holley. What did you want to talk about?" Finn said, slightly frustrated as Holley shut the door behind them.

"Finn, are you sure your age isn't getting to you?"

"What? Of course. Why would you say that?"

"Because I don't think working undercover with these, um..." Holley looked through the window at Mater, who turned to her and waved enthusiastically. "It doesn't seem like a good idea."

* * *

"Mater. We can't get involved in an international conspiracy like this! This isn't what we're built for!" Lightning said frantically. "We're a racing team, not a suicide squad!"

"Come on, McQueen. You said y'always wanted to be a gentleman spy."

"That was talking about movies, Mater! This is the real world. People die when this stuff happens!"

"Please, McQueen, please. If my new girlfriend finds out we're lying, she might not like me. And I've always wanted to do something cool like this!"

Lightning sighed, before saying "fine. Fine! But if this gets too extreme, Mater, we're outta this! Y'hear me?"

"Yeah, sure. Deal. No problem."

* * *

"Oh, don't be so pessimistic, Shiftwell. Time is of the essence and we need all the help we can get. Besides. I'm a picture of mental health."

Holley looked at him stone-faced, before saying "what's your base of operation?"

"Micklewhite's Tailors, London."

"Is a tomato a fruit?"

"Of course it is, but you don't put it in a fruit salad."

"Who's my favourite singer?"

"I... wait, hold on. How would I know that?"

"Oh, right, sorry." Holley said. "But if you'd like to know, it's Elton John."

"Right. But trust me, Holley. These Americans are clearly master spies."

Holley paused briefly, before looking through the window again, seeing Mater backing into a pile of Allinol cans that spilled everywhere. She saw him laughing as he did this, before turning back to Finn.

"You've got to be joking..."


	6. (Mis)communication

Holley shot a small, metallic disk onto the floor, which opened into a square-shaped, portable office. Mater and McQueen sat on one end of the office while Finn and Holley sat on the other. The others watched from outside the cube, as Sarge said "boy, Mater... what have you gotten us into?"

She pressed a button which deployed a thin robotic claw. McQueen's eyes widened as Mater's seat was swivelled around, allowing the arm to remove the small device from his undercarriage. "Dude!" McQueen said. _"What else are you even hiding in there?!"_

Finn scoffed as he heard this, before the device switched on the screen in the middle of the cube. "Finally. Time to see who's behind all this."

To their surprise, the picture shown on the hologram was nothing more than a small plate of exhaust pipes and wires. Holley stared curiously, saying "what is this?"

"Well, that's one of the worst engines ever made." Mater said as he observed it. "It's an old 90-degree pushrod V8s. From the looks of things, it's travelled a lot of places where it shouldn't have and they tried to fix it with Whitworth bolts."

"Right. So..."

"Shoot, them Whitworth bolts sure is a pain, I'll tell you what. Them ain't metric, they ain't inches... heck, none of Guido's wrenches even fit 'em."

"Yes, OK, right." Holley said. "But who's engine is this, Mater?"

"Well, it's kinda hard to tell from this picture, ain't it?"

 **"** But you're the ones who took it."

"Holley." Finn said slightly strictly, as Holley rolled her eyes, saying "oh, right. Of course. A good agent gets what he can, then gets out before he's killed. Sorry."

"Right. Now Holley, in how many makes and models did this type of engine appear?"

Holley observed the stats on her computer, not noticing Mater looking through the screen at her as she said "it was standard in forty-three models over a 12-year period."

 **"** You're pretty." he said. She looked at him awkwardly, before saying "yes, alright. Thank you."

"And soooo nice..."

 _"Mater!"_ Lightning snapped, before Holley nonchalantly said "just pay attention..."

"This seems like a dead end." Finn said. "If there were something in the photo that could narrow this down a bit I'd be a lot happier."

"You might not be happy, but I bet this feller is." Mater scoffed as he looked at the picture. Lightning also looked closer at the screen as Mater continued. "See how he's had most of his parts replaced? And see all them boxes over there? Them's all original parts. They ain't easy to come by."

"Rare parts?" Holley said, before Finn said "that's something we can track!"

McQueen scoffed as he heard this, before Finn said "well done, Mater! I would never have seen that."

"Yeah, he's a real genius..." Lightning snarked as Mater said "aw, thanks buddy."

"I know of a black-market parts factory not far from here, in the uh... _low parts_ of the city." Finn explained. "If Zundapp's team are here, we might be able to figure out whose engine this is. So, gentlemen, what would you say to setting up an informal task force on this one?"

"Wait, what?" Lightning and Holley said in-sync, before Finn turned to the two Americans and said "you obviously have plenty of experience in the field."

"Well yeah, I live right next to one." Mater said, before Lightning frantically added "wait, you mean like a _mission?_ Like a life-or-death thing? Because I don't think I can handle that right now... because, uh..."

"McQueen has a point, Finn." Holley said as she looked through her stats. "If he doesn't partake in the race tonight, his cover will be compromised."

"Ah, excellent point. Good thinking, McQueen. You need to finish that race while we see what's going on. Though I'm sorry you'll miss out."

"Oh, no... don't let me get in the way of your fun..." McQueen sighed out with audible relief. Finn then said "very well. But now that I think about it."

He then pressed a button next to Holley, causing the walls of the office to unfold, revealing a large array of guns, bombs and other forms of heavy artillery. "You both look a little light on weapons."

Lightning stared in horror at this sight, before noticing a small set of metallic objects resembling exhaust pipes sitting on the bottom of the panel next to him. "Huh... what are these?"

"Oh, those are prototype speed boosters." Holley explained. "They're to help increase velocity in a subtle and barely noticeable fashion."

Lightning thought for a moment, before saying "can I borrow these for the races?"

"Sure. Take them." Finn said. As Lightning took the boosters and went to the exit out of the office, Finn then added "I do hope you get at least somewhat involved in this, McQueen. I'm interested in seeing what it's like when an experienced racer is in the field."

 _"Well, I wouldn't be surprised if you were disappointed..."_ McQueen muttered under his breath as he closed the door behind him.


	7. The First Race

**_Speed. I am speed._**

 ** _Ah-ha-ha-ha-ha!_** Lightning suddenly opened his eyes as he heard Francesco laughing next to him on the grid.

"Really, McQueen? You are _speed?_ Well then, Francesco is _triple_ speed. Here, watch this." he said as he closed his eyes to mimic McQueen. "Francesco... is... triple speed. Ha ha! Francesco like this, McQueen. Really getting him into the zone!"

Lightning grinned through gritted teeth, before muttering to himself. "He is so getting beat today."

The racers all looked upwards to the starting lights. They quickly clicked down from red to yellow, finally beginning the race as they clicked to green. Francesco quickly grabbed the lead and he's pulling away within seconds.

* * *

Mater looked to the other end of the crash carts, seeing the various Crew Chiefs bark orders to their racers over their microphones. He sighed slightly as he finally looked up at Team McQueen. His team. Though there was no Crew Chief, there hadn't been for a year now, it was still the solid team that it always was.

He laughed out as the crew all ticked off their personal checklists, Sarge saying "his suspension stats look good" as Luigi added "tire pressure is excellent" while Filmore said "he's got plenty of fuel" before Mater quickly said "and he's awesome!"

 _"Mater. The race has started. It's time."_ Finn said through the radio. Mater heard this, saying "uh... yeah, okay. Where are you again, Finn?"

 _"Holley will give you directions, Mater."_ Finn answered before he cut off and Holley's voice took over on a new channel. _"Right, Mater. It's time for you to get moving."_ she said, prompting Mater to raise his eyes and try to see her. He didn't realise that she was sitting in the office building behind reflective glass.

* * *

Holley was looking at various computer screens, each showing the racers moving through the Rainbow Bridge. Pathching through to Lightning, she said "ah, McQueen. If you're interested, Bernoulli is gaining on you."

 _"Oh, great. Thanks."_ McQueen said as he moved to his right to block Francesco. Holley said "do you want to try out that new exhaust?"

 _"I think I'll wait a little."_ McQueen said as he kept on in the lead. _"I always like to end a race with a bang."_

 _ **BOOM!**_ Francesco and McQueen both jolted as the car behind them suddenly skidded off of the track, his engine pluming with thick, black smoke.

 ** _Whoa! Miguel Camino has blown an engine!_**

 ** _Very unusual, Darrell. He's been so consistent all year._**

* * *

Grem and Acer admired their handiwork as Camino quickly pitted, passing McQueen's pit where Mater was clearly visible. "Oh, you gotta be kidding me!" Grem said, before Acer asked "what is it?"

"It's that tow truck from the bathroom! The one the American Agent passed the device to."

"What about him?"

"What about him?! He's in the pits!"

* * *

Holley's on-board computer began beeping as she turned it on to check. "Hold on. Finn, I think I've got something."

 _"What is it?"_ Finn said on the other side of the radio.

 **"** The Pacer from the party last night. His VIN numbers match."

 _"Anyone with him? He won't be alone."_

"Conducting analysis on the target now. Yes, there is. Three... five... they're everywhere... and they're all closing in on... oh no. **_Mater!_** "

* * *

Mater was still sitting obliviously in the pit, watching as Camino was checked by the medics. "Boy! That feller don't look so good, you guys."

 _" **MATER!** Get out of the pit right now! Do you hear me?!_" Holley suddenly shouted over the radio. "Oh, hey Holley. What's up?"

 _"You're cover is compromised. You've got to get out of there!"_

McQueen groaned as he heard both of them talking in either side of his radio. _"Hey guys, a little too much chatter. Let's keep this line clear. Whoa!"_

 ** _BOOM!_** Another racer behind McQueen suddenly expelled black smoke before suddenly skidding out of control, nearly crashing into Francesco before the latter narrowly dodged out of the way. Mater reversed back into the pit, still talking casually to Holley on the radio.

"Hey, I was just wondering... Is there gonna be cable where you is so I can watch the rest of the race?"

 _"Stop messing about. You're running out of time!"_ she shouted, before looking down from the building to see Acer and his Pacers gathering with their weapons on the other side of McQueen's pit door, ready to pounce when it opened. Holley's eyes widened as she went back to the radio. _"Mater, wait! Don't op..."_

"Finn McMissile? But you're dead!" one of the Pacers said, before Finn drove out with the fire extinguisher and said "then this shouldn't hurt at all!"

Holley sighed in relief as she saw Mater and Finn drive out of the pit door, as Finn said "sorry to keep you waiting, Mater. Now, let's get this over with. Holley?"

 _"Yes, Finn?"_ she answered in a panicking tone over the radio, as Finn added "I think you can relax now though. But just keep a lookout for us in case anyone else shows up."

 _"Right. Will do..."_ Holley said, nearly short of breath as she cut off the call. As she turned back to the monitors, watching McQueen on one screen and Mater and Finn on the other, she began muttering to herself. _"Relax... who does he think he is... hm... it's like working with children."_

After a moment of silence, she began humming a familiar tune to herself. _"Hm-hm-hm, oh when rock was young... me and Susie had so much fun... hm-hm-hm and skimming stones..."_

 _"Hey Holley!"_ McQueen suddenly called through the radio as she jolted audibly. "W-wh-what?! What is it? What's wrong?!"

 _"Uh... I just wanted to know how many laps were left..."_

"Oh, right." Holley said as she looked to the small screen. "Um... 10."

 _"Right. Thanks."_ McQueen said as he cut off the call and continued racing. She exhaled loudly, saying to herself "alright, Holley. You can do this... yes. You're Holley Shiftwell. Superspy. **Super** superspy... yes. Hm-hm-hm... Burning out her fuse up here alone..."


	8. New Info

_"Right, Lightning. You're down to two laps."_ Holley said. _"Now might be a good time for you to go out with that bang you wanted."_

"Good point." McQueen said, before Holley pressed the activation button on her screen. He kept driving at regular pace for about ten seconds, before Francesco passed him suddenly.

"Ha ha! _Arrivederci_ , McQueen!" he said as he drove onward, Lightning scowling as he struggled to catch up. "Holley. Why isn't this thing wo... **AAAAAAAAAHHHHHHHH!** "

His engine flashed a bright green briefly as he suddenly shot screaming ahead of Francesco, covering the latter's face in the dirt that was kicked up in the blast.

 _"Right. You have your fun, McQueen."_ Holley said as Lightning returned to normal speed, now having a large lead over Francesco. _"I'll watch the others."_

* * *

Mater and Finn began driving toward the dark market. "Alright. Once we're inside, stay close. Don't bother checking VIN numbers for criminal records, they're all dodgy here."

 _"No VIN scans?"_ Holley said over the radio. _"Got it."_

"Don't talk to anyone. Don't look at anyone. And absolutely, positively no idling. Are we clear, Shiftwell?"

 _"Finn, I'm not even there. I'm sitting up here in my comfy little office still."_

"Right then. Mater?"

"Yeah, Finn?"

"We're not here to go shopping. We're looking for a Frenchman, so he should be easy to spot."

* * *

 ** _They're bumper to bumper as they approach the finish line! McQueen's the winner, Francesco's number two!_**

McQueen skidded to a halt, as Francesco said " _impossible!_ Nonsense! This is bulls..."

"Yeah! Ka-Chow! Whoo!" Lightning cheered as they were surrounded by press.

* * *

Mater and Finn chased the blue, three-wheeled car through the market, as Holley shouted _"Finn, what's going on!? Hold on... I'm sending help."_

As the car drove on ahead, he failed to notice the small, purple sphere flying through a hole in the roof of the building, which fired a small wire that wrapped around the car's wheels, causing him to run into one of the stalls. Holley, who was watching through the camera on the drone, pressed the activation button which caused the wire to turn electric.

She spoke through the microphone _"you are under arrest under the authority of..."_

"Shiftwell!" Finn shouted to the drone as he cut the wire with his tire. "Have you lost your mind?!"

Holley's eyes widened in confusion as she said _"b... but I thought..."_

"Ugh. Just... just sit back and keep listening to _Yellow Brick Road_ or whatever it is you do." Finn snapped suddenly. Holley gasped a bit as she heard this, before Finn said "Mater! This chap needs a tow. Hook him up."

* * *

Chick walked out onto the stage, accompanied on either side by dancing female cars who were swinging electric ropes with sparkling confetti firing up behind them. He went to the microphone, bellowing out _**"ALRIGHT! WE HAVE GOT A WINNER! NUMBER 95! LIGHTNING McQUEEN!"**_

McQueen drove onstage next to Chick, before they both noticed the handful of reporters shouting up to them. **_"Mr Hicks! Mr Hicks! What do you have to say about the three cars who's engines exploded? Could Allinol be responsible?"_**

Lightning scoffed as he turned to Chick, who appeared to be visibly disturbed by this. "I'll uh... I'll leave you to your business, Chick..." he said as he drove off of the stage.

* * *

"Electroshock! Are you kidding me?" Tomber said as Mater pulled him into the empty warehouse and Finn closed the door behind them with Holley's surveillence drone landing on the floor as she kept watching through the camera.

"Easy, Tomber." Finn said, clearly feeling regret from what he said to Holley earlier. "This is her first field assignment - she didn't know you were my informant."

 _"Wait, informant?"_ Holley said through the microphone, as Tomber scoffed, saying "rookie, eh? Ugh. I never liked new car-smell."

Holley fumed silently with anger at this comment, before Finn said "Tomber was doing 20 to life in a Moroccan impound the first time I saved him, if I recall correctly."

"Speaking of recalls, you're getting up there in mileage aren't you, Finn?"

 _"Alright, alright. We get it."_ Holley said spitefully as she made the drone generate images of the engine. _"You both know each other, you're both old. So, go on, informant. Inform us."_

* * *

Lightning was sitting with the rest of the crew, watching the footage of the cars spinning out violently on the television. "Man. That's terrible." he said, before adding "hey, Fillmore. You uh... you think it is because of the fuel?"

"Hey, don't worry, man. Your fuel is totally safe..." Fillmore said, before Lightning heard Holley's voice on the other end of the radio. "Yeah, what now?" he said.

 _"Good news, McQueen. The parts in the photo are tracked to the lemon organisation."_

"Lemon? Like those rusty old cars Mater pi... uh, knows about?"

 _"Yes, exactly. They're meeting in Porto Corsa, and we're going to infiltrate them. Tell your crew to get on their flight ASAP."_

"Yeah, okay. Where's Mater?"

 _"Mater's with us. Go to the airport with your crew and you meet us there. We've got some info to debrief with you so you'll be coming with us. Just ask for Siddely."_

As Holley hung up, Lightning sighed, before sarcastically saying "ugh. This week is just getting better and better..."


	9. Welcome To My World

Lightning was sitting in Siddely's cargo hatch, looking out the back window at the clouds ahead. "Getting a breath of fresh air eh, McQueen?" Finn said as he drove out.

"Ugh. You could say that, yeah..."

"I don't blame you, really. I too have spent many missions pondering the meaning of my life." Finn said as he drove by Lightning's side.

"What? You? The superspy? Ha. You gotta be kidding me..."

"I'm dead serious, Lightning." Finn said, a genuine tone in his voice that contrasted his usual witty sarcasm. "I've been an agent for most of my life, you know. And it's very obvious there's quite an age gap between you and I."

"Oh, come on, don't be so hard on yourself..." Lightning said, trying his best not to offend the British agent.

"I never really had a life though... hm... never been in love, never even had any friends besides... um... yes... but the life of an agent can be hard, McQueen. Sometimes, even I wonder if what I do is worth it."

"Hm... how do you handle that, then?" Lightning asked, genuinely curious to know. Finn chuckled, before saying "well, if I don't live this life, who else is going to be able to live theirs?"

They sat silently for a few moments, before Finn said "sacrifices have to be made for the greater good sometimes, McQueen. It's just up to us to decide when that time arrives..."

"Huh... I never thought the life of a gentlemen spy was like that..."

"Well... welcome to my world." Finn said in his usual tone as he drove back into the main cabin, leaving McQueen alone to ponder about what he had said.

* * *

Meanwhile, Mater was put on the disguise scanner as Holley checked Ivan's schematics. "Now, hold still, Mater. I have to do the final fitting on your disguise."

Mater was sitting silently, when Holley suddenly said "oh dear. That's no good..." as the computer showed Mater's bumps and dents protruding through the intended shape. He turned to his left to see a robotic arm coming towards his side, backing up a bit as he said "hey, wait! What are you doing?"

"The disguise won't calibrate effectively without a smooth surface to graft onto."

"Oh, good... For a second there I thought you was trying to fix my dents." Mater said, as Holley's eyes widened. "Um... that's _exactly_ what I was doing..."

"Well, then no thank you. I don't get them dents buffed, pulled, filled or painted by nobody. They way too valuable."

"Your dents are valuable? Really?"

Mater nodded, saying "I come by each one of them with my best friend McQueen. I don't fix these. I want to remember these dents forever."

"So McQueen's really your best friend?" Holley said, slightly touched by this. "It's not just for the mission?"

"Yeah, sure it is. I knowed I made the right choice the first time me and him met."

"A friendship can be a dangerous thing in our line of work, Mater." Holley said, a slight hint of regret in her voice. "It's okay, though. Say no more. I'll work around the dent."

Finn drove into the room, McQueen not far behind him as Holley said "right, that should do it. Now that we're all here... how about we go through the plan?"

* * *

The four stood in a circle as the screen showed the exterior of the Lemon Casino. Holley said "right. The lemons we're looking for will be dining tonight in this room here. If we're lucky, the mastermind behind this will be in attendance."

"How do we get in?" Lightning asked, before the hologram zoomed into the circular window on the top of the building.

"This is how, McQueen..." Holley explained. "You and I will enter the building from here. We hide in the air vents on the ceiling above the dinner hall, while Mater will infiltrate the meeting in Ivan's place. Luckily, the real Ivan has his night off tonight, meaning there's a perfect opportunity for Mater to appear. Finn will stay incognito in the bushes outside the casino, where he'll alert Mater of the big man's arrival. Mater in turn will signal us and I'll use my camera to identify the mastermind."

"Then do we go all guns blazin' on him?" Mater asked, as Holley said "it seems you're getting ahead quite well, Mater. When I have my evidence, McQueen will signal Finn with this flare here. Finn will storm the casino as you arm yourself and... quote-unquote... _go all guns blazing on them_. Now..."

As she switched off her holograms and the lights switched on around them, Holley turned to the others and said "any questions?"

The others shook their heads, as Finn said "it should be a piece of cake."

"And I love cake." Mater said happily. "Uh... well, except when it's carrot though... never really understood why that's so popular. I usually like pistachio cake too, but after that whole ice cream thing in Tokyo, well..."

Holley and Finn looked at McQueen as Mater continued droning on, Lightning merely shrugging as he sarcastically said "welcome to _my_ world."


	10. Smash And Grab

When night fell, Mater drove the Lemon Don into the casino, followed by the other black vans that drove on either side. Holley and McQueen were watching this from the window, still sitting on the top of the room waiting to move.

"Finn. Mater's inside. Keep your eyes open." Holley said into the radio. _"Roger that."_

McQueen continued looking through the window, before he heard a metallic _**CLICK-CLICK!**_ behind him, followed by a small **_Pppssssseeewwwww..._**

He turned to see the small blow-torch protruding from Holley's tyre as she drove towards the window, gracefully cutting a circular hole in the window before a small suction dart shot out of her hood, sticking to the window she had cut out and pulling it outwards.

"You want to go in first?" she asked as she slowly lowered the glass onto the floor.

Lightning nodded as he went to the hole in the window. Looking through it and down to the ground below, he said "by the way. How high up are we?"

"The floor there's about twenty-five feet down." Holley said, before pulling out two sets of metal tire covers. "That's why we're using these."

McQueen put on the four covers, as he said "so what are these, then? Rocket boots?"

"Of course not. That would be ridiculous." Holley said as she activated the machines, which suddenly magnetised to the metal platform they were sitting on and brought McQueen lower to the ground as he jolted. "Magnet tires, huh?"

"Yes. Now if you don't mind..."

* * *

Finn was waiting in the bushes outside the mansion, using his rear-view mirror to see Mater sitting nervously in the corner of the room. He glanced upward to see the window, noticing Lightning and Holley there.

* * *

 _"Shiftwell, come in. It's Finn."_ he said through the radio. "Oh, Finn. Hi. What's wrong? Is the target here?"

 _"No. Not yet. Your coast is clear. Get moving."_ Finn said as he hung up. Holley said "come on, let's go." as McQueen stuck to the edge of the window, sliding through the hole in the glass and sticking upside-down to the ceiling.

 _"Oh... oh man..."_ McQueen said to himself, breathing heavily as he saw everything upside-down, though he kept driving forwards. He looked straight ahead to see the small grilled vent that was at the wall on the end of the room, driving slowly towards it. When he stopped, Holley followed after him, also wearing the magnetic tire covers as she stuck upside-down to the ceiling.

She opened her blowtorch again, using it to cut through the grill. She turned on her radio, saying "Finn, we're in. Any sign of him yet?"

 _"No. Not so far. But get into position."_

"Right oh." Holley said as she hung up, before she and McQueen drove through the thin vent into the boiler room, switching off the tires as they landed downside-up on the floor. They drove to the edge of the wall as Holley drilled a hole into it and pointed her camera through it. "Finn, we have visual. Any sign of..."

* * *

"Affirmative. The convoy is here now." Finn said, lowering down into the bushes as he saw the large trail of black trucks driving up the hill towards the entrance to the casino. The trucks drove into the main hall of the casino towards the dining hall, as one of the trucks at the back of the group noticed the hole in the vent. He eyed it suspiciously, before separating from the rest of the group and going to the door marked _**Staircase/Boiler Room**_.

* * *

Lightning and Holley were still sitting in the corner of the boiler room, pointing the camera directly into the dining hall as the doors opened and the entourage entered the room, the Lemons all turning to face them. _"And here we go..."_ Holley whispered while she, Lightning, Mater and Finn all turned to see the doorway, as the trucks separated to reveal...

"I am sorry, my friends, that our employer will not be joining us this evening." Zundapp said as he stepped from the group, sitting at his table. The Lemons all sighed, as Mater gasped quietly. Finn sighed as he heard this, patching through to Holley and saying "abort the mission. Everyone out."

* * *

"No. No. Finn, wait! Hold on." Holley said as she turned on the recording device with the camera, hearing Zundapp's voice on the other end. _"He will be here tomorrow when the race is going on... he'll be very happy when he sees what his camera can do."_

"Tomorrow... he's coming tomorrow?.." Lightning said. Holley nodded, saying "come out, we've got to get out of..."

 _ **CLICK-CLICK!**_

They both turned wide-eyed to see the black guard van standing at the doorway of the room, pointing a gun directly at them. He spoke in a thick Italian-American accent. "What's it that brings a couple of... _whoa..._ yo, Lightnin' McQueen. How you doin'? Ain't you got that race tomorrow?"

"Uh... hopefully..." McQueen said nervously, before Holley suddenly shot out her taser at the guard. The guard dodged it and fired his gun, Holley and Lightning narrowly ducking as the bullet bounced loudly off the metal walls around them. **_TANG! TING! TONG! TANG!_**

* * *

In the dining hall, the Lemons looked up as they heard the deflection of the bullets. As they all drove to the wall, Mater turned to the window, where Finn quickly motioned to the door. Mater nodded as he drove out without being noticed.

* * *

The bullet finally penetrated one of the wooden walls as Holley fired her taser again. The guard grabbed it with his tire, pulling her closer and throwing her into a wall. _**"Lightning! AGH!"**_ Holley grunted as she hit the wall, her taser shattering on impact. Lightning saw the guard aim his gun at Holley as she struggled to get up, realising that he had to do something.

"That's no way to treat a lady!" Lightning said as he rammed into the guard, trying to pin him as the latter struggled to get his gun off of the ground. Holley was still on the floor, shouting out "McQueen! His gun!"

Lightning looked at the pistol on the ground as he continued trying to subdue the guard, kicking it away with his back tyre. Realising he was unarmed, the guard turned on his comm-link, saying **_"all units! We have an attempted break-in."_**

"NO!" Lightning said in a panicking tone as he tried to reach for the comm-link. They continued to struggle as Lightning forced the guard against a wall. As the guard continued to escape, Lightning grabbed the comm-link with his tire, spinning it rapidly to crush the device as he threw the guard through the air. As he threw the guard, he failed to notice the large, electric fuse-box that the black truck was headed straight towards.

 ** _PPPPPPSSSSSSSSSWWWWWWWWWW... PZT! SSSSSSAAAAAAAAAAAAGGGGGGGAAAAAHHHGGGGGHHHAAAHHHHH!_**

Lightning stared wide-eyed as he watched the guard being viscerally sparked and shocked by the electricity, shrieking out loudly as he was close to death. Holley picked up the remains of her taser, saying "Lightning! Hurry, we have to go! Come on!"

Lightning didn't answer her, still staring at the guard being electrocuted. Holley groaned, saying "ugh! This can **not** be happening right now!" before she saw the switch on the wall.

* * *

Mater was nearly at the doorway, before hearing one of the Lemons call to him. "Ivan... where are you g..."

 ** _Beeeeeeeeeoooooooooooooouuuuuuuuuuuuppppppppp..._** went the lights as they all went down, surrounding the hallway in pitch blackness as Mater quickly drove out of the exit and went with Finn back to Siddely.

* * *

As Holley pulled the switch back on, the guard's black, cindered corpse fell to the floor, nearly shattering on impact as McQueen finally snapped out of his traumatised trance. He said "wh... what..." as Holley said _"come on! The exit's this way. We have to get out of here. **NOW!** "_

"Right... right, okay..." Lightning said nervously as he followed Holley back up into the vent and up through the hole in the window.


	11. Compromised

It was past midnight as the four arrived at the abandoned Intelligence safehouse on the city outskirts, turning on the lights as Finn said "we'll stay here tonight..."

As they all drove in, Holley said "I know we didn't get the boss today, boys, but they'll be there during the race tomorrow. I suggest we all just get a good night's sleep for now..."

* * *

Lightning was sitting watching the coverage of Chick being interviewed about Allinol, before he noticed Holley sitting at the small work-desk in the corner, rebuilding her broken taser. "Oh, you're still up, McQueen?" she said.

Lightning nodded, before Holley finally put her finished taser away. "I just have to say... I forgot to thank you for um... for stopping that guard. It was quite... explosive, but... at least we're both in one piece, eh? Hm..."

"Yeah..." Lightning said. Holley paused briefly, before saying "Lightning?"

"What?"

"You and Mater, you're... you're best friends, aren't you?"

"Yeah... sure, we've been pals for years... why?"

"Well, I just don't know how... um... when you're in the field... it's just a bit dangerous to have friends with you..." Holley said. Lightning sighed, saying "sounds like someone with experience."

"I suppose you could say I have a bit..." Holley said, blinking to get a small tear out of her eye. "This wasn't really... really my first _ever_ field mission, McQueen... about five years ago... I um... I was in my first year of training with my friend, Susan. Finn's partner Leland took Susan and I on an interrogation mission to Afghanistan..."

* * *

 _"Right, Shiftwell." You give it a try." Leland said as he passed Holley the gun. Holley nodded as she accepted the weapon, while Susan said "knock him dead, Holley. Ha ha..."_

 _Holley quickly checked the hostage for weapons, as Leland said "remember, Shiftwell. You have to have patience with these hostages."_

 _"Right, yes. Of course." Holley said sarcastically before turning to the hostage._

 _"Okay... this is how it's going to work..." she said as she pointed the gun to his head. "I will count from one to ten. Within that you'll tell me what I want to know... otherwise the number ten is the last thing you'll hear..."_

 _Susan watched nervously as the hostage bent his head down to the ground while Holley began counting. "One... two..."_

 _Susan looked closely, seeing the hostage's mouth open as his teeth clenched something. "Three... four..."_

 _"Hold on a second..." she said quietly, getting Leland's attention. "Five... six..."_

 _The hostage lifted his head back up, allowing Susan to notice the small, metal pin in his teeth. "Seven... eight..."_

 _"Grenade!" Susan shouted, causing Holley to turn around and say "wait, what?!"_

 _"Get back!"_

 _Susan shoved Holley out of the way and tackled the hostage, covering the grenade as it went off. **BOOM!**_

 _When the smoke cleared, Holley and Leland got off of the ground, seeing the cindered wreck in front of them. Holley gasped, saying "no... no... I missed it... H... how did I miss it?! No! Susie, no!"_

* * *

"Wow... I'm so sorry..." Lightning said sadly as Holley finished her story. Holley sighed, saying "well... I suppose you're a little more experienced, so... it shouldn't be an issue for you and Mater, right?"

"Well... Holley... I've um... I've been meaning to tell you and Finn someth..."

"Dad gum! I had no idea this place looked so darn beautiful!" Mater said loudly as he came in from the balcony, having just been enjoying the view of the city with Finn. Lightning said "hey, Mater... I uh... I just wanted to tell Hol..."

"You know what, McQueen. Just tell me in a minute." Holley said. "I just have to use the ladies' room. I'll be just a moment."

As she drove off, Mater said "what was you gonna tell her, McQueen?"

"That... that this is all a lie..."

"What's all a lie?"

"You know. Us being spies?"

"What? Why would you tell her that?"

"Why wouldn't I tell her?" Lightning said, being visibly more frustrated with Mater by the second. "Look, Mater. We're in too far for our own good here. We're not spies, and we're not trying to save the world. I came on this trip to race for Chick Hicks of all people."

"But come on, McQueen. You helped Holley fight that guard. Didn't y'have fun today?"

"Fun?! This isn't a joke, Mater! When are you going to face reality and figure out that this isn't one of those _Emission Impossible_ movies? This is real! I just _killed_ somebody!"

"Yeah, but... it was for a good reason though, right?"

"That doesn't matter, Mater! You said this was gonna be a fun little adventure, maybe save a few lives... I didn't do that! I just _took_ a life, and I didn't save anyone!"

"Well, sure you did..."

"I can't do this anymore, Mater. And neither can you!" McQueen said. "We have to tell them the truth!"

"No, we can't do that. What would Holley sa..."

"Holley is **not** your girlfriend, Mater! This isn't just your week-long date! This is a life and death situation here! We don't belong in this world, Mater. We should just go to the race. We should just go home!"

"But everybody at home thinks I'm an idiot, McQueen!"

"Well maybe everybody at home is right!" McQueen snapped furiously. Mater gasped as he heard this, before Lightning drove out of his way and left. Mater watched McQueen slam the door behind him before Holley drove out of the restroom, saying "where'd McQueen go?"

"He uh... he went to the race..." Mater said, as Finn came back in from the balcony. "That's good." he said. "He needs his cover... now, let's get ready to break into that casino again..."

* * *

 ** _AN: The Porto Corsa race and everything that happened during it is the same as the film._**

* * *

 _ **"Mr Hicks! Mr Hicks! Is the final race in London still going to take place?"**_

 _"I uh... well, I guess that... look, the show must go on as they say. But now's not the right time to talk about..."_

 _ **"And Allinol? Will you require all the racers to still run on Allinol?"**_

 _"No. I can't in good conscience continue to risk the lives of any more race cars. The final race will not be run on Allinol."_

The Lemons cheered as Zundapp opened a glass of champagne. "A toast. To the death of Allinol, and alternative fuel forever!"

 _"I'm just in shock like everybody..."_ Mater heard McQueen's voice on the television, looking up to see him being interviewed.

 _"Crashes are part of racing, I know. But something like that shouldn't ever happen."_

 _ **"They're letting you choose your fuel for the final race. Do you have any idea what it's going to be?"**_

 _"Yeah... Allinol."_

The excitement suddenly drained from the room as all the Lemons looked up to the television. "What?! Did he just say Allinol? After today?!"

 _"Well, I guess we Piston Cup racers gotta look out for each other. You know, sort of me burying the Corvette with Chick... also, my friend Fillmore says the fuel's safe, so that's good enough for me... I didn't stand by a friend of mine recently. I'm not gonna make the same mistake twice."_

Mater noticed Zundapp already on the phone with his employer, who's muffled voice on the other end sounded extremely angry.

"Yes, sir. Of course." Zundapp said as he hung up, before turning back to the other Lemons. "Allinol must be finished for good. McQueen cannot win the last race. Lightning McQueen must be killed!"

 **"NO!"**


	12. Running Out Of Time

_"Idiot? Is that how you see me?"_

 _ **"That's how everyone sees you. I tell you, that's the genius of it. No one realises they're being fooled because they're too busy laughing at the fool."**_

 _"You done good! You got all the leaves!"_

 _ **"I wonder who that guy's with..."**_

 _"Now that's a scoop of ice cream!"_

 _ **"Hey. You wanna get this rust-bucket off the stage, please?"**_

 _"But everybody at home thinks I'm an idiot, McQueen!"_

 _ **"Well maybe everybody at home is right!"**_

* * *

Mater squinted as he looked around the clock tower, noticing that he was tied to a rope that hung from the machinery. He looked down, seeing Holley and Finn strapped back-to-back on another cog.

"Holley!? Finn!? Where are we!?"

"We're in London, Mater." Finn explained. "Inside Big Bentley."

"This... oh, this is all my fault."

"Don't be a fool, Mater."

"But I am a fool, Finn... remember? You said so."

"When did I... Oh. Mater, I was complimenting you on what a good spy you wer...

"I'm not a spy!

"It's all a lie... McQueen was trying to tell you this! I really am just a tow truck...

"Finn, he's not joking." Holley said worryingly, before Finn answered "I know..."

"You were right, Finn. I'm a fool. McQueen didn't want no part of this and I didn't listen to him. And what's happened to him is cause I'm such a big one. This is all my fault..."

Mater then looked to the television set that was placed on the platform away from the cogs, showing the footage from the race.

 _ **"You're joining us today for live coverage from the final race of the World Grand Prix. But after the incidents that occurred at the previous races, Chick Hicks has promised that the racers will not be required to use Allinol. Ironically, Hicks' fellow Piston Cup racer, Lightning McQueen, has decided to defy convention and use Allinol. Only time will tell as to whether Lightning McQueen will redeem Hicks' reputation or leave it in ruin."**_

"McQueen? He's still alive?!" Mater cried out, before Grem and Acer entered with the camera, Acer saying "not for much longer!" as they aimed it at the clock face.

 ** _"Attending the race today will be her majesty the Queen with her grandchildren and even beloved British music icon, Sir Elton John."_**

* * *

"We came as soon as you called." Sally said, before Lightning nodded, saying "yeah, thanks, Sal... it's just... with Mater gone, I guess I just needed a little more support."

"Sheriff is talking to Scotland Yard right now." Ramone mentioned as Flo added "and Sarge is in touch with his friends in the British military."

"You just need to focus on the race." Sally said. "Why was Mater even off with those spies anyway?"

"I don't know, it's just... it's just complicated. With everything going on I'm not really sure I should..."

"Yo! Hey, McQueen!" a voice said as Chick drove over. "Sorry to interrupt."

"No, no, it's all right." McQueen said, before Chick answered "I just wanted to come down here and personally thank you. Because after Italy, I was finished. And then you gave me one last shot."

"Listen, I..."

"And I probably shouldn't be saying this at all but... I hope you win today." Chick said. "Show the world that they've been wrong about Allinol."

McQueen turned back to Sally, who smiled as she said "Mater would have wanted you to race."

"Yeah. All right." McQueen said, before looking to the starting line. "Yeah... for Mater."


	13. Wednesday Night's Alright

As the race went on, Chick was sitting on the third floor of the television building. Zundapp was sitting with the bomb controller on the floor below, ready to set it off at a moment's notice. Chick drove around the 50s-style luxury apartment he had made the third floor into, going into the diner-style kitchen and putting a large steak into the meat grinder before cooking it and making himself a hamburger. He sat eating it as he watched the race from outside the window.

"Big finale's coming up..." he muttered to himself before taking a bite of the burger.

* * *

Mater! There you are!" Lightning called out as he drove into the pit. Mater looked wide-eyed before shouting back "stop right there!"

"Oh man, I've been so worried about you!"

"Don't come any closer!"

"Are you okay?"

"No, I'm not okay." Mater said, before reversing at a fast pace as he yelled "stay away from me!"

"No, wait. Wait!" Lightning called as he drove after his friend. Sally watched in shock as this happened, before turning around to see Holley land on the runway next to the pit. The latter watched where McQueen and Mater went, before turning back to the Radiator Springs residents and saying "Guido! Luigi! Get me the red bomb button from that tower up there and bring it to Mater!"

"Yes, ma'am." Luigi said as he and Guido drove off. The others stared at her in confusion, as Sally said "who are you supposed to be?"

Holley grinned awkwardly, before saying "it's a bit tough to explain right now. Sorry!" before taking off into the sky again.

 ** _And Lightning McQueen just blasted away, hooked to the now rocket-propelled tow truck!_**

* * *

"Mater, we've got to get that bomb off you." Holley said as she landed. "Wait, bomb?!" Lightning stared wide-eyed at Mater's engine, seeing the small beeping device planted there. "Mater, did they put a bomb on you?!"

Finn then pushed Zundapp forward, the latter seeing McQueen as he said "you?! Why didn't my death ray kill you?!"

" **DEATH RAY?!** Ugh... alright guys. What have I missed?"

"Here is the button you wanted..." Luigi suddenly said as he and Guido drove over with the button, also carrying the camera in it's case. Lightning looked at it as Finn explained "this camera is what caused the racers to explode, McQueen. The Lemons are using it to destroy alternative fuel's reputation for good..."

"Oh, man..." McQueen sighed out, before Holley said "we have to get this camera to Mr Hicks and expose their plan. Where is he, Lightning?"

"His special office at the top of the television building." Lightning glanced up towards it, not noticing Zundapp's confident grin as Holley passed Mater the camera and said "come on. We've got to get there. You as well, McQueen..."

"Guys, no... I... I'm not really a spy..." Lightning said, before Finn nonchalantly responded with "yes, we know. Mater told us everything. But that doesn't matter. Let's go!"

"Stickers! McQueen!" Sally called out from behind them as she and the others drove down the street. "Lightning, what is going on here?"

Lightning looked back to them, thinking for a moment before turning to Mater and the spies as he said "just a second, guys..."

He drove over to Sally and kissed her deeply, shocking the latter as she went wide-eyed and the others looked away in slight embarrassment. When he moved his lips away, McQueen said "world needs a hero, Sally... and that hero's gonna be me."

 _"Sweet cheese and crackers..."_ Sally muttered to herself as she saw McQueen latch onto Mater's hook as they took off at full speed with the spies.

* * *

"Who's winning the race?" the Queen asked as the police drove over, while Sir Elton turned to see them from the piano he was sitting at.

"Sir Elton. Your majesty. We have reports of a disturbance regarding Lightning McQueen. We've been sent here to guard you." the lead policeman said.

"Is it violent?" Elton asked, before the policeman said "perhaps, Sir Elton."

"Yes!" Elton shouted as he began playing a familiar tune on the piano. _"WEDNESDAY! Wednesday! Wednesday! WEDNESDAY! Wednesday! Wednesday! Wednesday night's alright! EH!"_

"Isn't that supposed to be Saturday?"

"What day is it today?"

"Wednesday..."

"Exactly!"

* * *

The four hid behind the corner of a house, looking around it to see the the Lemons gathered fully armed at the end of the street. Holley nodded to Finn as he shot a small grenade out of his headlight that latched onto the empty building in front of them. Realising they had been spotted, Finn said "right. Now!"

 _It's getting late, have you seen my mates?_

They quickly drove out of the corner and went towards the alleyway on the other end, narrowly avoiding the bullets that were flying towards them from their left. McQueen looked up as the grenade on the building as it was about to go off, sending a pile of rubble between them and the Lemons. **_BOOOOOM!_**

 _Don't give us none of your aggravation_

Mater and Holley went to the edge of the bricks as Mater called out **"Dad gum!"** and his computer responded with _"request acknowledged."_

 _ **BRAT-AT-AT-AT-AT-AT-AT!**_ went the bullets that shot out of his Gatling guns as he and Holley began shooting down and electrocuting the Lemons that were driving towards their makeshift barricade. Lightning looked to his right to see more Lemons heading from the other direction.

 _Get about as oiled as a diesel train_

Ivan was at the front of the Lemon squadron, brandishing a large bazooka that he aimed right at Lightning. McQueen pulled to a stop as this happened, only for Finn to suddenly jump in front of him as a flap on his hood opened, firing a missile that shot straight into the nozzle of the bazooka. **_Psssssssssssssss... BOOOOOOM!_**

 _Woo-hoo-hoo-hoo..._

Lightning said "thanks, Finn. Hey, you got a weapon for me to use?"

Finn nodded, opening another flap on his hood as a small grappling hook gun shot out of it. Lightning caught it and held it at his side before Holley and Mater flew down to them as the four stood back to back in a circle with Lemons coming to them from all directions.

 _Saturday! Saturday! Saturday!_

They stayed back to back as they each shot down and beat back the Lemons that were attacking them. Lightning noticed a large billboard hanging between the buildings in front of him, not seeing the Lemons ahead aiming their guns at him. Holley suddenly jumped in front of him, deploying a purple shield from her left door that deflected the bullets.

 _Saturday! Saturday! Saturday!_

She turned to Lightning, who nodded before she drove forwards with the shield still deployed, keeping back the bullets as McQueen followed low behind her holding the grappling gun and the camera in it's case. Mater turned from fighting the Lemons on his side to see the pair, saying **"computer! Second chute!"**

 _"Request acknowledged."_ the computer said as the parachute opened, sending Mater in the air as he flew over Holley and Lightning. He closed the chute as he fell directly down onto five of the Lemons, doing to them what he accidentally did to Luigi once. **_"WATAAAAAAAAAAAHHHHHHH! HE-YAH!"_**

A Lemon drove towards Mater with a semi-automatic, before McQueen fired the grappling gun as it's hook knocked the Lemon off of his feet, before latching on to the gun as Lightning pulled it towards himself. He lifted it upwards, firing it at the joints holding one end of the billboard as it swung down and knocked several Lemons into the side of the wall.

 _Saturday! Saturday! Saturday!_

Holley retracted the shield and deployed her wings out, lifting two of the Lemons off of their tires as she rammed them directly into the two in front of her. As she admired her handiwork, she failed to notice one last Lemon a hundred yards behind her, shooting three grenades directly in her direction.

 _Saturday! Saturday! Saturday!_

Holley turned and gasped as she saw them coming down, before Finn jumped in front of her and shot a net out of his headlight, which caught all three grenades and sent them back into the last shocked Lemon's radius. _**BOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOOM!**_

The four stood in a circle again, dusting themselves off as they put their weapons away and looked at the fiery, rubble-covered mess that was all around them. "Well..." Finn said. "I think that went rather well, don't you?"

"It's not over yet." Holley said as she looked upwards, seeing the television tower ahead. "Lightning, Mater. You get to the tower. We'll go bring Zundapp in."

"Got it. Come on, Mater." Lightning said as he latched onto Mater's hook as Mater said "uh, computer. I'm gonna need that thing that got me away from McQueen before!"

"Request acknowledged." the computer answered as the rockets shot out of Mater's rear, McQueen ducking as it ignited and they both set off at full speed.

 _ **"Weeeeeeee-hoooooo!"**_


	14. Payoff

Lightning and Mater got out of the elevator, going into the third floor apartment. "Chick?... _CHICK!_ " Lightning called to no answer as they drove into the 50s-style luxury apartment he had made the third floor into, looking around to see if they could find him. Mater looked at the large water tank near the wall, which was filled with wiggling eels (small worm-like submarines).

"He isn't here..." Lightning said as they put the camera case on the table. Mater looked into the kitchen, curiously saying "why's this Hicks fella got a burger-grinder th..."

 ** _WH-PSSSSHHHH!_** Mater choked suddenly as a whip wrapped over his head and under his front tyres. Lightning gasped as he saw this, before turning around to see Chick holding the end of the whip. "So..." Chick said. "You're the one causing all the chaos at the race today..."

"No, Chick. You don't understand..." Lightning said as he and Mater turned around to face Chick. "Mater's trying to help. He's not the bad guy!"

"Of course he's not." Chick said as he pulled out a gun and pointed it at Lightning. **"I am."**

* * *

Francesco pulled over the finish line, extravagantly cheering as he said _"ye-hes! I am the winner! Ha ha! And Lightning McQueen is nowhere to be see..."_

He stared wide-eyed as Holley and Finn drove past him with Zundapp in tow, the Radiator Springs residents following behind them. "Francesco... _he is confused..._ "

The group arrived at the Queen's private viewing area, forcing Zundapp forwards as the guests all looked to him. Finn said "your majesty. Your highnesses. And of course, Sir Elton... the explosions caused at the races were not accidents."

Holley nodded, saying "Professor Zundapp here has created a weapon that causes cars using Allinol to undergo combustion..."

 _"Speaking of combustion... **nobody move!** "_ Zundapp said suddenly as he leapt up and opened his hood, revealing a makeshift bomb that could go off at will. Everyone stood back as Zundapp drove backwards, before Holley looked up on the stage with wide eyes.

"Now..." Zundapp said smugly. "...If you all want to live... I suggest you do exactly what I s..."

 ** _ROCKET MAAAAAAAAAAAAAAAAAAAAAAAAN!_** Elton suddenly drove off of the stage at full speed, Zundapp looking up in shock as he was tackled to the ground. They all stared wide-eyed as Elton got up and the police picked up Zundapp. Elton then turned back to a flabbergasted Finn and Holley, saying "now, darlings... you were saying?..."

* * *

"Now don't you try anything funny, McQueen. Or this thing goes electric." Chick said smugly, prompting McQueen to realise the whip holding Mater was one that was used during the end of the Tokyo race. As Lightning turned back to Chick, he nudged a button on the back of the camera, turning it on as he spoke.

"So, Chick... you work for Professor Z now, huh?"

"Pah. Don't be an idiot, Lightning... he works for me. They _all_ work for me."

* * *

"Wait, somebody turn the volume up there!" Sally said, prompting the guards to turn on the audio on the large screen in front of the Queen's stage. It showed Chick aiming the gun as he continued speaking.

 _"See, when I was out in that desert, Zundapp found me and fixed me. Granted, all the old parts he used are a bit of a downgrade, but it's nothing a coat of green paint can't fix..."_

"That's Mr Hicks..." the Queen said in shock.

* * *

"You created Allinol and the race, Chick! Why do this?!" Lightning said, before Mater calmly said "to make it look bad so everybody goes back to usin' oil... he said so himself with his disguised voice..."

" _Dee-sguised_ voice? Ha..." Chick said mockingly. "Though I'll give the rust-bucket points for instincts. I can see why you keep their kind around you all the time, McQueen..."

Lightning glared at him as he continued. "See... the benefit to having more advertisements than I can cover my entire body with means I can get a **lot** of money. Turns out this little trust-fund Z and me had was just enough to buy Axelrod's Oil Reserves. So all we had to do was make sure we could make a profit for it."

* * *

The footage continued as every camera broadcasting the race was showing it. _"See, boys. People with the black gold are what make the world go round. When that whole alternative fuel crap is put to rest, supply and demand goes up, oil prices skyrocket. And I become **stupidly** rich."_

Holley scowled as she watched the footage, saying "that sneaky son of a..."

* * *

"So I'm guessing I'm not here to represent America then." McQueen snarked. Chick scoffed, saying "what? Are you kidding? I was hoping that I'd get to leave a mark on you, McQueen... see, I can't stand those foreign folk, but you... I don't even think there are words to describe how much I hate you..."

Mater and Lightning looked at each other silently, before turning to look at the camera.

"So this is the part where you both blow up because of a delayed reaction to Allinol. And I regretfully decide to put Allinol away forever and focus on my gasoline business." Chick said calmly, before looking to Mater. "Now. Slide over the camera and you'll get a slightly less painful death."

Mater nodded slowly, taking the camera down and sliding it across the floor towards Chick, who stopped it with his tire as he smugly said "thank you so much..."

"You know what, Chick..." Lightning said calmy. "I think you may have a point..."

Mater and Chick looked at Lightning, both looking confused. Lightning smirked, saying "I think it sounds like a _bright idea_."

Chick's eyes widened as he realised what he meant, before Lightning yelled out **"KA-CHOW!"** as he switched on his headlights, blinding Chick briefly as Mater took the whip in his teeth and pulled, causing Chick to drop his gun. Chick turned back angrily, turning the whip to electric just as Mater forced it off of himself. Chick pulled back the whip, before Lightning drove to try and get the camera. He swung the whip as McQueen narrowly leapt over the sparkling wire.

 _Now, pretty ladies around the world_

Chick then swung the whip in Mater's direction, the latter just dodging it as it sliced through the table. Lightning skidded towards one of the guns on the floor, only for it to be sliced in half by the whip.

 _Cuz they're 'bout to go down and you know just what to do_

Mater kicked Chick with his back tire, causing the whip to fly out of his hands as it landed in the eel tank. The water sparkled intensely with the electricity as Lightning aimed a semi-automatic at Chick, the latter grabbing the end before Lightning firing it rapidly as they struggled.

 _Come on, pretty lady, tell me what's the word_

Chick forced Lightning away and threw the gun on the floor as he pulled out a knife, Lightning only just dodging his swipes.

 _When you hear the call you've got to get it underway_

Mater latched onto Chick's tire with his tow cable, throwing him over the table next to the meat-grinder.

 _No matter where you say it, you know that you'll be heard_

Chick grabbed a frying pan and threw it, Mater ducking before it hit McQueen and knocked him down. Mater leapt over the table and drove towards Chick, narrowly dodging the swipes from the knife as he grabbed him. Noticing the meat-grinder behind him, Mater turned it on and disarmed Chick, dropping the knife into the grinder's still whirring gears.

Chick shoved Mater down and grabbed his tow cable, throwing a butcher's knife at McQueen that the latter narrowly avoided. He then leapt over the table, throwing the tow cable forwards to grab the gun from the other end of the room. Lightning grabbed Chick before he could fire it, the two struggling to keep a hold of it as Mater was dragged to the end of the table.

Chick forced Lightning off of him and threw the cable into the air, the three of them watching as it landed in the grinder, Mater being pulled slowly towards it as he struggled to hold himself back. "Mater!" McQueen called as he continued to struggle with Chick, eventually forcing the gun away from Chick and firing at Mater's cable. Mater quickly fell back from the grinder as the rope was shot through.

 _Yeah!_

Lightning threw the gun to the floor, knocking Chick closer to the electrified eel tank. Mater climbed on top of the table as Lightning continued to shove Chick backwards. Chick stared wide-eyed as Lightning lifted him into the air, Mater simultaneously jumping up from the table to push Chick down into the tank.

 ** _PST!-PST!-PST!-PST!-PST!-YEEEEEEEEEOOOOOOOOWWWWWWWW!_**

A shrieking Chick was sent flying out of the tank as he landed hard on the floor in front of the pair, twitching frequently with the occasional spark of wet electricity on him. Lightning stood over him, saying "well... I guess the Chick Era got cut short again..."

Chick scoffed as he heard this, saying "yep... always end on a bad joke... typical spies..."


	15. Still Standing - My Best Friend

The cameras all turned towards the television building as Lightning and Mater pulled Chick out, dragging him towards the authorities as he lay exhausted on the floor. McQueen scoffed as he saw the spies with the Radiator Springs residents, saying "so, I think this is the mastermind you're looking for..."

As he said this, Mater drove in front of Chick and, since his hook was taken in the grinder, used his tire to knock open his hood, allowing Holley to analyse it. Finn grinned, saying "ha ha... the engine from the photo..." as Holley added "yep. It's a perfect match."

"Ugh... crap..." Chick groaned as he was taken away by the police. Lightning nudged Mater, saying "well it's official, Mater. You're coming to _all_ my races from now on."

"You mean it, McQueen?"

"How could I not?" Lightning said as they completed their tire bump, Mater laughing as he said "now we're talking."

As the fireworks on the display went into the air and the press began surrounding the gates to Buckingham Palace, Finn and Holley drove over to Lightning and Mater. "Well done, boys." Finn said warmly. "I knew you could do it. Now... with Leland gone, I'm happy to say that our agency is in need of some new staff... if either of you are interested in the job..."

Lightning and Mater both sighed, as Lightning said "well, to be honest, Finn... this was fun and all... but I think the racing world is the life for me..."

Finn nodded, before he felt Holley nudge him slightly. "Well, Finn... after everything we just went through... I feel as though it's time for me to... to take a step out of the intelligence office and throw my hat into the ring..."

Finn grinned as she said this, saying "well, alright then. I could use a sidekick."

Holley scoffed, saying "are you joking? You're the sidekick, old man..."

The four laughed, before Holley looked up to the stage and shouted **"hit it, Elton!"**

 _ **"YES!"**_ Sir Elton yelled as he began slamming his tires on the piano in front of him and the orchestra behind him joined in. The entire crowd inside and outside the gate began dancing and cheering with the music, as Chick turned to the policemen around him and said "gotta admit. This one never gets old!"

 _You could never know what it's like_  
 _Your blood like winter freezes just like ice_  
 _And there's a cold, lonely light that shines from you_  
 _You'll wind up like the wreck you hide behind that mask you use_

McQueen quickly nudged Mater and said "hey, pal. I got an idea... come on..."

As Elton continued singing, he could hear Mater's voice from behind the stage. **"Hey computer, make me Heavy Metal Mater!"** _"Request acknowledged..."_

The crowd gasped as Mater and McQueen suddenly both jumped on stage dressed in Gothic black costumes and sunglasses. _**"ARE YOU READY TO ROCK?!"**_

After a brief moment of silence, the crowd resumed cheering as the pair sang with Sir Elton. **_"Don't you know..."_**

 _I'm still standing, better than I ever did_  
 _Looking like a true survivor, feeling like a little kid_  
 _And I'm still standing after all this time_  
 _Picking up the pieces of my life without you on my mind_

 _I'm still standing! **YEAH! YEAH! YEAH!**_  
 _I'm still standing! **YEAH! YEAH! YEAH!**_

* * *

 ** _Two Weeks Later... Radiator Springs - Home Of Lightning McQueen and Sir Tow Mater..._**

"So he's not so good-looking..." Sally said as Francesco drove away. McQueen scoffed, saying "yeah. Nice try..."

"Hey, I'm serious. Why go after Mr Open Wheels when I've got the superspy right here at home?" Sally protested as she nudged Lightning gently.

"Hm. See, that's why I love you, Sally... wish me luck!"

"You don't need it!" Sally called back as he drove off to join the other racers.

* * *

 ** _"Go McQueen! Whoo-hoo!"_** Mater cried out as he, Holley and Finn watched the Radiator Springs Grand Prix begin. Holley looked at the alert on her screen, saying "Finn, time to go... Siddeley's gassed, geared and ready to fly."

"You're leaving already?"

"We've got another mission, Mater..." Finn said. "We just stopped by here to pick up a couple of things."

"Huh... something tells me you guys isn't talking about souvenir bumper stickers..."

"Her majesty asked for you and McQueen personally, Mater. We were hoping you could join us after the race..."

"But we told y'all before. We ain't spies..." Mater said, as Holley chuckled, saying "we know..."

"Spies or not, you're still the smartest, most honest couple of chaps we've ever known." Finn said warmly, before Holley turned to Mater and added "Don't forget massively charming..."

"Well guys... I guess McQueen was right... _this..._ this is home..."

"Alright... but I'll be back." Holley said mischievously. "You still owe me that first date."

"And if there's anything I can do for you, just let me know." Finn said. Mater nodded, before his eyes widened. "Actually... there is one thing..."

* * *

 _ **"WEEEEEEEHOOOOOOOOOH!"**_ Mater cried out as he zoomed past all the other racers, driving side-by-side with McQueen. "Check it out! They let me keep the rockets!"

McQueen laughed, saying "well, I'll see y'at the finish line, pal!"

 _ **"NOT IF I SEE YOU FIRST! HA HA HA HA HAA!"**_

* * *

 _When everything is wrong I'll come talk to you_

 _You make things alright when I'm feeling blue_

 _You are such a blessing... and I wont be messing_

 _With the one thing that brings light to all of my darkness_

 _You're my best friend_  
 _and I love you, and I love you_  
 _Yes I do_


End file.
